The two moguls, who are separated from their wives, arrived together with their dates and were spotted in a VIP area with Republic CEO Monte Lipman, Republic EVP Charlie Walk and Nick Jonas. Musk was also spotted in deep conversation with several people in a corner booth.

Schmidt and Musk left around 12:15 a.m. with their dates, walking past girl group Fifth Harmony, who stood outside all night because some of the women were underage and not allowed inside. The girls, who formed the band on Season 2 of “X-Factor,” stayed on the sidewalk for two hours and celebrated there.

“They attempted to sneak in twice, but both times were told to leave,” our source said, adding that security brought them water while the adults partied inside.